ONCE: Tentacle play
by Albedo666
Summary: This is a one shot pertaining to the ship 'sea devil' and yes involves tentacles. The story is mostly a bit of romantic fluff that stems with tentacle play and some heated moments. Set prior to them going to Storybrooke. So femslash and tentacles if you are down feel free to move forward, if not your choice.


**Authors note:** This is a one shot dealing with the relationship or rather exploration of Ursula and Cruella from ONCE. This would take place in the Enchanted Forest before they transitioned over to Storybrooke. I am unsure if anyone has done this but I was going to have some fun with tentacles in this so expect that along with femslash. I don't believe I have done much with this so hope you all enjoy, again if not your cup of tea there is an ocean of femslash to peruse, options are always good.

ONCE: Tentacle play

CH.1: Kisses all over

Ursula was not one to be kept waiting. Wading about in the water she lets the water trickle through her fingers as she listens to the owl in the moonlit night. Honestly if it weren't for her strong feelings for this woman she would ditch her. Ursula was a fine, a catch, and she was certain she could get any woman she wanted. However there was something about Cruella that kept her coming back for more.

The two were part of an infamous group, a villainous sort who stirred up trouble in their wake. Ursula at the moment wore nothing so her dark skin shone in the moonlight as water trickled between her glorious mounds. Ursula was proud of her figure and wearing clothing proved no point as only to keep the cold out.

Ursula's hair framed her features and cascaded down a bit to her shoulders. Her hips move about under the water keeping her moist lower lips from view of anyone passing by. However there was more than that stirring beneath the waters. Ursula was someone who operated with many appendages and as such, her tentacles only came out when she willed them to. Right now they were quite anxious and it took all her will power to keep them at bay.

"Damn that insufferable puppy killing woman," she mutters under her breath, "must she always keep me waiting?"

"Sorry darling, business kept me late. I see we have skipped the clothing altogether." Cruella saunters into view wearing her furcoat and that fancy dress of hers. Ursula could never understand the need to dress so…stuffy. Still she was madly in love with this woman so she put up with a lot.

"Yes, well, I felt it was better if we skip too much of the foreplay. My day has been very long and I need to unwind." Ursula eyed the figure on that woman and damn how it got her itching all over.

"Right, sorry again…it won't happen as much, I promise. No need to be shy lovelies, I believe we know each other well enough now." Cruella is already stripping out of her clothes and Ursula admires how bold she is.

It isn't like they are in a private spot, well, private enough but even so someone could easily stumble upon them with a night so bright and open as it was. Most of the villains were quite straight and thankfully they left them to their own devices. Long as they could still be vile and cruel and such they were allowed as much play time as they desired. Ursula enjoyed that aspect of the job.

Cruella's pale figure was on display as all clothing was left lying at her feet. Her hair was a turn on for her because it had black and white and it kept people guessing her actual age. The two of them were not young but they weren't too old where they couldn't keep up with the younger generation. Ursula felt with her tentacles alone she matched that of any hung strapping youth who proclaimed they could bang several women and never tire.

Cruella's breasts were truly a work of art. They held up fine and working down from there her figure was that of a model, even with age there was no fat. Her moist watering lips puckered out waiting to be taken, damn, it was almost too much to take. She raises her tentacles from the water as they finally show themselves, eight in all, working about like they could smell Cruella.

"I think I will have some fun before we get to the intimate bits, you know, just cause you were late and all." Ursula wore a wicked smile and she sent two of her tentacles shooting forth ensnaring around Cruella's ankles.

"Really darling is this necessary-?" Cruella does not finish as two more tentacles go to hoist her up into the air by the wrists.

"When you decide to show up on time than we can talk, till then, well enjoy the view." Cruella rolls her eyes but given how her body had been conditioned for tentacles this wouldn't be too bad. Ursula felt anyone not accustomed to tentacle play would have it much worse and they screamed so much, even with tentacle in their mouth.

She sends forth one tentacle in particular as Cruella seems to have something to say. The tentacle worms down her throat as she gags a bit. The feel of the tentacle could be described as moist or slimy, either fitted. Cruella's eyes appear to droop some and she curls her toes some. Her tentacle in size and width did away with dildos or magic appendages that were summoned to get over dick envy.

Cruella was kept in the air so her perfect womanly curves were on display. Cruella's mouth salivates around the tentacle and she moves her two last tentacles into play. Her pussy is left open for her and she slides it along her slit some. Cruella moans and with ease the tentacle parts her folds and slips in spreading her out.

Ursula watched this all go down and she begins to grope her own breasts. Cruella was held suspended in the air and Ursula could feel her clenching down on the tentacle making her have to work to get to the back of her. With her free tentacle she slips it up behind her and she prods her anal passage. This moves the woman forward some and as she waits a beat she shoots it forth inside her tight passage causing the other woman to gurgle her words out.

"Oh please, my tentacles have made a playground of that area…don't be virginal on me now dear." Ursula laughed lightly at how Cruella reacted. This went on for a bit…the tentacles having their way with her while she watched on getting horny and ready for the next play.

Cruella was ready…her pussy spasming and squirting about the tentacle. Ursula of course could not get her pregnant, and, even then the two women seemed quite content being unattached to another. Ursula felt like if a child was in the picture it would only slow them down and both women didn't know the first thing about raising a brat. Ursula had reached her point and she releases her tentacles from her as she lowers to the ground.

"Really, my ass, don't you think there has been enough up there?" Cruella pants some as she falls to her hands and knees.

"You had it coming…darling," Ursula smirks once again as Cruella shakes her head some at the usage of her own word.

"Right, well, can we move this along?" Cruella goes to stand up and she moves deeper into the water. Ursula pushes her along using one of her tentacles and then she brings her out to her. Kissing her deeply on the lips their tongues flicker against one another. Ursula cradles her in her tentacles keeping her close to her body. A few tentacles creep up behind Cruella as they spread her cheeks and slip up inside of her, two tentacles inside of her pussy.

Cruella holds onto her and the two of them feed off their love, their passion for one another. Even without the tentacles the mood would still be the same. No one could ever understand them, no male, even though they tried; no…this was their playground, their fantasy.

Ursula's tongue easily dominates Cruella even though she puts up a good fight. It was clear who was the submissive in this relationship. Cruella could talk up quite a storm but when it came to sex she rolled over like some bitch in heat. Ursula runs her hand through her lover's hair while her tentacles bunch up behind her giving her more reason to feel full.

A free tentacle decides to worm its way into her ass and this just pushes them together more. Their breasts are pushed together as well and Ursula lets her hands trail down to grope and squeeze at her right most buttocks. Breaking for air Ursula momentarily finds herself lost in her eyes, Cruella, before she goes to suck on her neck.

"Darling, bite me, bite me hard!" Cruella was placing a hand on her breast as she squeezes and kneads at her mound. Ursula is all too happy to oblige and help her out.

In the moonlight the two of them settle into one another, and as they came it proved just how connected they were. This was all real. Ursula would not change it for the world. Cruella and her…they were going places, and, she could not wait.

The end

 **Authors note:** Most of the time when it comes to tentacles it is rather hard and to the point, but, here I just wanted to focus on their love, their acceptance of one another. Anyway hope you all enjoyed, again just an idea that came to me. Will work on some other one shots or tackle other pairings when I see to it, for now catch everyone on the flip side.


End file.
